The Central Bank of Ireland (“Central Bank”) has clarified the procedures for filing updated fund documentation for existing UCITS and alternative investment funds (“AIFs”) and for alternative investment fund managers (“AIFMs”) managing loan originating (“LO”) AIFs in advance of the 16 April 2026 application date of the amended Alternative Investment Fund Managers Directive (“AIFMD 2.0”).[1]
Filing of updated fund documentation
All EU member states are required to transpose AIFMD 2.0 into national law by 16 April 2026. In addition to the Irish transposing regulations, there will also be changes to the Central Bank’s UCITS Regulations and AIF Rulebook.
To facilitate the implementation of these changes, the Central Bank has established a streamlined filing process for existing UCITS and AIFs seeking to update fund documentation including prospectuses, supplements and constitutional documents.
Changes to the investment objective, policy or strategy may not be filed using the streamlined process and will be subject to a full post-authorisation review. All submissions must therefore be accompanied by an attestation from the fund manager that the amendments do not represent a change to the investment objective, policy or strategy of the fund. Reclassifications of funds under the Sustainable Finance Disclosure Regulation (“SFDR”) also may not be made through the streamlined process.
The Central Bank will carry out spot checks on a sample of the submissions noted using this process and changes may therefore be required if any issues are identified during those spot checks.
The streamlined process opened on 2 March 2026 and there is no set date for its closure. The Central Bank will provide notice of the end-date of the process.
Application process for extension of authorisation of AIFMs managing LO Funds
AIFMD 2.0 will introduce a harmonised pan-European regime for AIFs originating loans for the first time, which will replace the existing loan origination framework that the Central Bank had put in place in Ireland. The AIFMD has been amended to add loan origination to the list of AIFM functions set out in Annex I. The new rules being introduced under AIFMD II will apply to all EU AIFMs managing AIFs that originate loans, with additional requirements for EU AIFMs of AIFs that come within the definition of “loan originating AIFs” (ie, where lending is the main strategy or where originated loans represent at least 50% of the fund’s net asset value).
Although AIFMD 2.0 includes transitional provisions applicable to loan-originating AIFs established before 15 April 2024 (to which a five-year transitional period will apply), there are no grandfathering provisions applicable to the managers of those AIFs. AIFMs must therefore have the requisite authorisation to perform the newly-added loan origination function by 16 April 2026 in order to continue to manage those funds.
The Central Bank has introduced a streamlined authorisation process for Central Bank authorised AIFMs that engage in loan origination. The process clarification outlines what ought to be contained in the letter seeking authorisation by either: (a) a Central Bank authorised AIFM currently managing qualifying investor AIFs (“QIAIFs”) that originate loans; or (b) a Central Bank authorised AIFM currently managing non-Irish AIFs and / or unauthorised Irish AIFs that originate loans. The letter should list the policies and procedures that the AIFM has in place to manage loan origination activity and how those policies and procedures are aligned with the AIFMD requirements.
Please get in touch with your usual Asset Management and Investment Funds Department contact or any of the contacts listed in this publication should you require further information in relation to the material referred to in this update.
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[1]. Directive 2011/61/EU as amended by Directive 2024/927.